GENERAL: Your telegram of the
4th instant reached me at a late hour last night, and a
brief message was forwarded in reply, indicating my
present position.

The large re-enforcements
received by the enemy in West Tennessee within the last
few weeks, and his concentration of forces to the amount
I believe, of not less than 60,000 at La Grange, Grand
Junction, and other points between my position on
Tallahatchie and his base, rendered it more than doubtful
whether I should be able to hold so long a line with the
very small force at my disposal. I was aware also that a
considerable force (not much less than my own) had been
landed on the east bank of the Mississippi River, at
Friar's Point and Delta. About the 27th November the
enemy commenced a simultaneous movement of his armies in
my front and from the Mississippi River, threatening my
rear. Gunboats and transports loaded with troops were
also reported descending the river toward Vicksburg, and
a demonstration from below was made at the same time
against Port Hudson, on the successful holding of which
point, together with Vicksburg's defenses, depends the
navigation of the Mississippi River.

Port Hudson is an isolated
position, not naturally strong by its land approaches,
and at any time open to attack from below. It is by this
time strongly in trenched and garrisoned by about 5,500
effectives. Port Hudson is distant 58 miles from the
railroad depot at Tangipahoa. These troops are not
available on a sudden emergency for any other point nor
can it be readily re-enforced. Vicksburg is strongly
in-trenched, and about 6,000 of all arms are bold in
immediate vicinity for its defense, My army on the
Tallahatchie, including artillery and cavalry, num bored
about 22,000 effectives, most of the cavalry being in
advance and covering both flanks.

Under the circumstances narrated
above, I determined to withdraw from the Tallahatchie and
to establish my line behind the Yalabusha River. The
movement was commenced on the morning of the 1st of
December, the advance guard as a reconnoitering party of
the enemy consisting of five regiments of infantry, two
of cavalry, and two field batteries having advanced to
skirmishing distance from our advanced works.

By the gross misconduct of the
authorities of the Mississippi Central Railroad, and the
positive disobedience by them of my orders, a small
amount of public property, say 300 rounds field
ammunition, a few tents, &c., were burned before
leaving.

The enemy's cavalry and some
mounted infantry have followed up our movement,
occasionally skirmishing with our rear guard, without,
however, delaying our march, which has progressed without
the loss of a wagon or any description of
property.

General 'Price's corps is now
being established between this point and the Tuscahoma
Ferry. Van Dorn will occupy the ground on his
right.

The heavy rains which have
fallen will, I believe, enable me to hold this position
with my small force unless a movement is made by the
enemy to turn my right by the Mobile and Ohio
Railroad.

I am, general, very
respectfully, your obedient servant,

J.C. PEMBERTON,

Lieutenant General, Commanding

P.S.-- The re-enforcements
ordered by General Bragg will be re­tained for the
present at Jackson. I have no hope of any assistance from
General Holmes, and have telegraphed fully on that
subject to Richmond some days since.

Respectfully,

J.C. PEMBERTON,

Lieutenant General

Grenada, December 5,
1862

Maj. J. R. WADDY:

Have all troops ready to move at
moment's notice. Are they provided with ammunition!
Direct three days' rations to be kept cooked. Tell
General Ruggles to enforce strict police and order in and
about Jackson, keeping guards and patrols night and day.
Tell Major Mayo to have small arm ammunition ready if
needed, particularly ball, and ball and buck, caliber
69.

J.C. PEMBERTON,

Lieutenant General,
Commanding

Grenada, December 5,
1862

Major-General VAN Dorn,
Coffeeville:

I wish you to start at an early
hour in the morning, so as to arrive this side the river
to-morrow evening. A regiment of cavalry, under a good
officer, must be sent as quickly as possible to
Greenwood, where the roads and crossing are said to be
good.

J.C. PEMBERTON,

Lieutenant General,
Commanding

Coffeeville, December 5,
1862

Lieutenant General
Pemberton:

I will start the wagons in the
morning. Will start the troops soon after they get off.
Doubt if we can reach Grenada by dark with the artillery.
The roads are horrible. I may reach Tatum's Station.
Maury's division will get in; Lovell's corps doubtful. In
the fight this evening we lost about 40 killed and
wounded; took about 30 prisoners; killed and wounded
quite a number.

EARL VAN DORN

RICHMOND, December 6,
1862

General Holmes,

Little Rock, Ark., via
Vicksburg:

The President reiterates his
orders that you send without delay sufficient force from
your command to General Pemberton.

S. COOPER,

Adjutant and
Inspector-General

Grenada, December
6,1862

General S. Cooper:

General Lovell being senior to
General Price, what disposition shall be made of
him?

J.C. PEMBERTON,

Lieutenant General,
Commanding

Grenada, December 6,
1862

General S. Cooper:

I have taken position behind the
Yalabusha River. My left cannot easily be turned, and if
attacked in front shall endeavor to hold the
po­sition. Yesterday had sharp and successful
skirmishing. We had about 40 killed and wounded; the
enemy more, and 45 prisoners. All prisoners taken from us
have been sick and wounded.

J.C. PEMBERTON,

Lieutenant General,
Commanding

Hdqrs., First Corps, Army of
West Tennessee

December 6, 1862

Maj. J. R. WADDY,

Assistant Adjutant-General,
Grenada:

Major: When I left the
Tallahatchie, the Fourth Alabama, having the smallpox
among it, was ordered to take a route east of that taken
by the army, to avoid the towns, and proceed south of the
Yalabusha River. If it is near Sarepta it is making its
way south. I have had no report from it.

Respectfully, your obedient
servant,

M. LOVELL

Major General, &c

RICHMOND, December 7,
1862

General J. C.
Pemberton:

Are you in communication with
General J. E. Johnston? hope you will be re-enforced in
time.